The developer of the Superjet and MC-21 aircraft, Yakovlev, has proposed introducing external management at component supplier factories if they disrupt deliveries of parts for the aircraft. According to Yakovlev’s press service, which spoke to Expert, the proposal has already been drafted and sent to the Ministry of Industry and Trade (Minpromtorg), which has not yet formulated a response. Since 2023, a similar measure has been in effect in Russia for enterprises that disrupt state defense orders. Lawyers interviewed by Expert acknowledge that the aircraft manufacturer’s initiative aligns with the broader trend of increasing government control over the industry.
The essence of the proposal is that Yakovlev, which is part of the Rostec State Corporation and manufactures the Superjet and MC-21 aircraft, suggests legalizing the imposition of external management on the civilian factories of its suppliers if they fail to fulfill their delivery commitments. Oleg Nesterov, the company’s Deputy CEO for Material and Technical Support, Procurement, and Logistics, expressed the idea on the corporate blog. He stated, “There needs to be a mechanism that allows, in cases of critical systemic failures, the transfer of intellectual property from the owner to an alternative developer, or even the imposition of external management on an enterprise that does not fulfill its obligations.” He believes the level of discipline in fulfilling the civil state order should be on par with that of the defense sector.
Yakovlev’s press service confirmed to Expert that the company had already submitted the proposal to the authorities due to failures in civilian deliveries. “Yakovlev proposes enshrining in legislation a mechanism that, in the event of critical systemic delivery failures, allows the introduction of external management at an enterprise that is not fulfilling its obligations. A corresponding appeal has been prepared, and the initiative is currently under consideration by federal executive authorities,” a company representative noted.
Minpromtorg’s press service told Expert that Yakovlev’s proposal will be reviewed once it is received by the ministry.
Yakovlev is currently undertaking import substitution efforts for its primary civilian aircraft models, the Superjet 100 and the MC-21. These aircraft are expected to be certified by the end of the current year, with serial deliveries starting in 2026. However, Deputy Director of the Department of Civil Aviation Policy at the Ministry of Transport, Andrey Ivanov, stated at an April roundtable in the Federation Council that certification of the SSJ New has been postponed from November 2025 to March 2026 due to delays in certifying the PD-8 engine. Rostec, however, denied this information. “Certification of the PD-8 engine is scheduled for autumn 2025. Furthermore, by the end of this year, the Superjet with domestic engines should complete its flight certification program. We are on track with the planned timeline.”
Similar to what Yakovlev is proposing, measures for influencing suppliers have been in place since 2023 under Government Decree No. 438, dated March 21, 2023. These measures are applicable to companies that do not meet their obligations under the state defense order. According to the decree, the following are considered violations: repeated (two or more times a year) or extended (more than 30 days) delays in fulfilling obligations; poor quality of goods or services; failure to take actions to ensure deliveries when there is reason to believe there will be violations; foreign persons from unfriendly states acquiring direct or indirect control over the company; and refusal or evasion of entering into a contract necessary for fulfilling the defense order. Under the decree, the initiative to impose external management comes from Minpromtorg, which then submits the proposal to a working group under the board of the Military-Industrial Commission. If approved, Minpromtorg implements external management.
The provisions of Decree No. 438 have already been applied in practice. Reports surfaced in September 2024 about the placement of MCST, a developer of Russia’s Elbrus processors, under external management. In May 2024, the same happened to NPO Angstrem, a company specializing in military and special-purpose communications, automation, and information security systems. The United Instrument Manufacturing Corporation, a Rostec structure, took over its management. Legal firm Kamenskaya & Partners cited another example: in May 2024, the LOMO plant — a leading manufacturer of optical and optoelectronic systems — was appointed to manage the Kalashnikov Concern.
The trend of tightening government regulation in the industry is clear and has been growing in recent years, according to Philipp Danko, CEO of consulting company O2Consulting. “The introduction of external management involves the temporary transfer of control over an enterprise to a state management organization without changing ownership. Shareholders lose the right to make decisions but legally retain ownership. In contrast, nationalization entails the transfer of ownership to the state. External management is state intervention in operational activities to fix violations, such as delivery failures. It is a measure of forced optimization, not expropriation,” the consultant explains.
There is another significant restriction for owners of enterprises under external management — they cannot receive profit from the company’s activities. Tatyana Pugacheva, the bankruptcy trustee, made note of this in her comments to the Expert. Tatyana Pugacheva acknowledges the frequent confusion between external management and nationalization, even in official communications from the Russian Ministry of Finance. “The restrictions imposed during external management are so severe that participants in the company effectively receive no benefit from their ownership. Economically, external management resembles temporary nationalization.’ However, legally, these are different mechanisms — in the case of external management, participants may still expect the organization to be returned to them in the future,” she explains.
The goal of imposing temporary management is to restore normal operations, improve the financial state of the enterprise, and potentially prepare it for privatization or for returning it to the previous owners, adds Natalia Strelkova, a consultant at Kamenskaya & Partners.
As for the consequences of tighter control, Philipp Danko from O2Consulting warns that if Yakovlev’s initiative is adopted, private companies might face the risk of losing control over their factories even due to delays that are not their fault — such as those caused by sanctions. Moreover, this initiative will lead to increased prices for supplier products, as companies will inevitably include these new risks in their contract pricing. “And for certain particularly high-risk contracts, Yakovlev might struggle to find any willing bidders at all,” he adds.
Tatyana Pugacheva believes that strict control measures are justified for defense contractors, given their strategic importance to national security. “Failures in deliveries by civilian factories, however, do not pose a direct threat to national security, so transferring them to external management seems unwarranted,” she argues. Nonetheless, Natalia Strelkova from Kamenskaya & Partners points out that Presidential Decree No. 139 contains broad language regarding the grounds for temporary management: threats to national, economic, energy, or other types of security of the Russian Federation and its defense capabilities. Still, she concludes, the question of whether to impose such measures on civilian factories is a matter of state economic regulation and must ultimately be decided by the government.
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